<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2001

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                        Commission file number 000-24713

                               EBS PENSION, L.L.C.
             (Exact name of registrant as specified in its charter)

                Delaware                                  42-1466520
     (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)                 Identification Number)

     Sixth and Marquette; N9303-120
      Minneapolis, Minnesota 55479
(Address of principal executive offices)

                                 (612) 667-4803
              (Registrant's telephone number, including area code)



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

At November 1, 2001 there were 10,000,000 Class A Membership Units outstanding
and no Class B Membership Units outstanding.

<PAGE>

                         PART I. FINANCIAL INFORMATION



Item 1. Financial Statements.

                               EBS Pension, L.L.C.

                             Statement of Operations
                   For the Three and Nine Month Periods Ended
                           September 30, 2001 and 2000

<TABLE>
<CAPTION>
                                                  For the three months                   For the nine months
                                                   ended September 30,                   ended September 30,
                                                 2001               2000               2001               2000
                                             (unaudited)        (unaudited)        (unaudited)         (unaudited)
<S>                                         <C>                <C>                <C>                <C>
Income:
     Interest                               $      15,014      $      27,409      $      56,701      $       76,354
                                            ---------------    ---------------    ---------------    ----------------

        Total income                        $      15,014      $      27,409      $      56,701      $       76,354
                                            ===============    ===============    ===============    ================


Expenses:
     Manager fees                           $      12,604      $      12,604      $      37,400      $       37,537
     Legal fees                                     5,000             10,549             11,389              31,953
     Transfer agent and settlement
     administration fees                            4,600              9,000             28,800              27,000
     Accounting fees                                4,000             11,000             16,000              28,502
     Other                                          1,295              1,600              2,359               2,800
                                            ---------------    ---------------    ---------------    ----------------

       Total expenses                              27,463             44,753             95,948             127,792
                                            ---------------    ---------------    ---------------    ----------------

Net (loss)                                  $     (12,449)     $     (17,344)     $     (39,247)     $      (51,438)
                                            ===============    ===============    ===============    ================

Net loss per unit - primary and diluted     $       (.001)       $     (.002)     $       (.004)     $        (.005)
                                            ===============    ===============    ===============    ================
</TABLE>



   The accompanying notes are an integral part of these financial statements.

                                        2

<PAGE>

                               EBS Pension, L.L.C.

                                  Balance Sheet
                    September 30, 2001 and December 31, 2000

<TABLE>
<CAPTION>
                                                                          September 30,              December 31,
                                                                               2000                      2000
                                                                           (unaudited)
<S>                                                                     <C>                       <C>
Assets

Cash and cash equivalents
     Available for general operations                                   $       141,902           $        145,277
     Returned member distributions                                              262,057                    262,057
     Available for anticipated cost of legal
     indemnification of officers                                              1,500,000                  1,500,000
Interest receivable                                                               4,566                      9,202
                                                                        -----------------         ------------------

         Total assets                                                   $     1,908,525           $      1,916,536
                                                                        =================         ==================

Liabilities
Distribution payable                                                    $       262,057           $        262,057
Accrued expenses                                                                252,069                    220,833
                                                                        -----------------         ------------------

         Total liabilities                                                      514,126                    482,890
                                                                        -----------------         ------------------

Members' equity:
Membership Units (Class A - 10,000,000 authorized,
     issued and outstanding at September 30, 2001
     and December 31, 2000, Class B - 0 authorized,
     issued and outstanding at September 30, 2001
     and December 31, 2000)
Paid-in capital                                                               1,667,492                  1,667,492
Retained deficit                                                               (273,093)                  (233,846)
                                                                        -----------------         ------------------

           Total members' equity                                              1,394,399                  1,433,646
                                                                        -----------------         ------------------

           Total liabilities and members' equity                        $     1,908,525               $  1,916,536
                                                                        =================         ==================
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                        3

<PAGE>

                               EBS Pension, L.L.C.

                     Statement of Changes in Member's Equity
                For the Periods Ended September 30, 2001 and 2000

<TABLE>
<CAPTION>
                                        Class A          Class B
                                      Membership        Membership         Paid In            Retained
                                         Units            Units            Capital             Deficit           Total

<S>                                 <C>              <C>               <C>              <C>               <C>
Balance, January 1, 2000                10,000,000          -          $    1,667,492   $      (125,622)  $     1,514,870

Current year loss                          -                -                 -                (108,224)         (108,224)
                                    ---------------- ----------------- ---------------- ----------------- -----------------

Balance, December 31, 2000              10,000,000          -               1,667,492          (233,846)        1,433,646

Year-to-date loss (unaudited)              -                -                 -                 (39,247)          (39,247)
                                    ---------------- ----------------- ---------------- ----------------- -----------------

Balance, September 30, 2001
(unaudited)                             10,000,000          -          $    1,667,492   $      (273,093)  $     1,394,399
                                    ================ ================= ================ ================= =================
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                        4

<PAGE>

                               EBS Pension, L.L.C.

                             Statement of Cash Flows
              For the Nine Months Ended September 30, 2001 and 2000

<TABLE>
<CAPTION>
                                                                                 For the nine months ended
                                                                                       September 30,

                                                                           2001                           2000
                                                                        (unaudited)                    (unaudited)
<S>                                                                   <C>                            <C>
Cash flows from operating activities:
     Net loss                                                         $    (39,247)                  $    (51,438)
Reconciliation of net loss to cash flows
used in operating activities:
Decrease (increase) in interest receivable                                   4,636                         (1,664)
Increase in accrued liabilities                                             31,236                         51,497
                                                                      --------------                 --------------

Cash flows used in operating activities                                     (3,375)                        (1,605)
                                                                      --------------                 --------------

Cash flows from financing activities:

     Proceeds from cancelled checks                                         -                              37,039
                                                                      --------------                 --------------

         Cash flows provided by financing activities                        -                              37,039

Net (decrease)/increase in cash and cash equivalents                        (3,375)                        35,434

Cash and cash equivalents at beginning of period                         1,907,334                      1,869,218
                                                                      --------------                 --------------

Cash and cash equivalents at end of period                            $  1,903,959                   $  1,904,652
                                                                      ==============                 ==============
</TABLE>



   The accompanying notes are an integral part of these financial statements.

                                        5

<PAGE>
EBS PENSION, L.L.C.
Notes to Financial Statements
September 30, 2001 and December 31, 2000
--------------------------------------------------------------------------------


1.       Description of Business

         EBS Pension, L.L.C. (the "Company") is governed by a Members Agreement,
         dated as of September 25, 1997 (the "Members Agreement"). Pursuant to
         the Members Agreement, the Company is organized for the exclusive
         purposes of (a) receiving and administering the cash proceeds (the
         "Pension Plan Proceeds") to be received by Edison Brothers Stores, Inc.
         ("Edison") and its affiliated debtors in possession (collectively with
         Edison, the "Debtors") as a result of the termination of the Edison
         Brothers Stores, Inc. Pension Plan (the "Pension Plan"), net of (i) the
         Pension Plan assets transferred to qualified replacement pension plans,
         (ii) all costs, fees and expenses relating to termination of the
         Pension Plan and establishment of the replacement plans, and (iii) all
         applicable taxes incurred or for which a reserve is established in
         connection with termination of the Pension Plan, and (b) distributing
         such assets to holders of Class A Membership Units (the "Members") in
         accordance with the Members Agreement.

2.       Summary of Significant Accounting Policies

         This summary of significant accounting policies is presented to assist
         in evaluating the Company's financial statements included in this
         report. These policies conform to generally accepted accounting
         principles. The preparation of financial statements in conformity with
         generally accepted accounting principles requires that management make
         estimates and assumptions that impact the reported amounts of assets
         and liabilities at the date of the financial statements and the
         reported amounts of revenues and expenses during the reporting period.
         Adjustments are of a normal and recurring nature. Actual results could
         differ from those estimates.

         Basis of Presentation

         These financial statements include the accounts of the Company for the
         periods from January 1, 2000 through December 31, 2000, January 1, 2000
         through September 30, 2000 (unaudited), January 1, 2001 through
         September 30, 2001 (unaudited), July 1, 2000 through September 30, 2000
         (unaudited), and July 1, 2001 through September 30, 2001 (unaudited).

         Cash and Cash Equivalents

         Cash consists of amounts held in an account in the Company's name at a
         highly-rated financial institution, along with U.S. Treasury Securities
         purchased and held in the Company's name.

         The Company's cash and cash equivalents , excluding the $262,057 of
         returned member distributions, plus any portion of Pension Plan Tax
         Reserve that may ultimately be received by the Company, will be used
         for general operations and for the anticipated cost of legal
         indemnification of the officers of Edison as contemplated by the
         Members' Agreement and collecting the Pension Plan Tax Reserve from
         Edison. Any amounts not used for these purposes will be made available
         for future distributions to Class A Membership Unit holders.

         Accrued Expenses

         Accrued expenses include amounts for unpaid legal, tax, accounting,
         manager and transfer agent fees. Amounts are payable within one year.

         Interest

         Interest income is determined on the accrual basis. Interest receivable
         is due to be received within one year.

                                        6

<PAGE>
EBS PENSION, L.L.C.
Notes to Financial Statements
September 30, 2001 and December 31, 2000
--------------------------------------------------------------------------------


         Expenses

         All expenses of the Company are recorded on the accrual basis of
         accounting.

         Income Taxes

         The Company is not subject to taxes. Instead, the Members report their
         distributive share of the Company's profits and losses on their
         respective income tax returns.

3.       Distribution Payable

         Through September 2001, a total of $262,057 of proceeds distributed to
         Members in February 1998 were returned as the checks issued were not
         claimed. The funds are held by the Company and are available for the
         respective members to claim.

         Any unclaimed funds will eventually escheat to the state in which they
         were distributed according to that state's statutory period for
         unclaimed property.

4.       Members' Equity

         On September 25, 1997, Edison transferred the right to receive the net
         cash proceeds from the termination of the Pension Plan in exchange for
         10,000,000 Class B Membership Units of the Company, which represented
         all of the outstanding Membership Units of the Company. The Net Pension
         Plan Proceeds (as defined by the plan) amounted to $43.9 million at
         December 31, 1997 and were due from Edison at that date. Pursuant to
         the Plan, an additional amount of $5.7 million (the "Pension Plan Tax
         Reserve") is being held by Edison to satisfy certain fees and tax
         liabilities of Edison. The Plan of Reorganization further provided that
         upon receipt of a private letter ruling (the "Tax Ruling") from the
         Internal Revenue Service (the "IRS") indicating that no tax liability
         existed necessitating release of funds from the Pension Plan Tax
         Reserve, that Edison should remit such funds to the Company. On
         September 28, 1998, the IRS issued the Tax Ruling. To date, however,
         Edison has not released the funds held in the Pension Plan Tax Reserve
         to the Company. Some portion of the Pension Plan Tax Reserve may
         ultimately be distributed by Edison to the Company. The amount of such
         distribution (if any), however, cannot be determined at this time. See
         Note 6 hereof for further discussion of the Pension Plan Tax Reserve.

         On December 12, 1997, in accordance with the Members Agreement and the
         Plan of Reorganization, Edison exchanged 9,058,041 Class B Membership
         Units for 9,058,041 Class A Membership Units of the Company and
         simultaneously distributed such Class A Membership Units to holders of
         Allowed General Unsecured Claims.

         During 1998, Edison paid $43.9 million to the Company in satisfaction
         of the Company's receivable recorded at December 31, 1997. Of this
         amount, $42.3 million was distributed to Class A Members during 1998,
         $1.5 million is retained for the anticipated cost of legal
         indemnification of the officers of Edison, and the remaining amount is
         retained for other anticipated expenses expected to be incurred by the
         Company.

         During 1998, Edison exchanged 942,238 Class B Membership Units for
         942,238 Class A Membership Units of the Company and simultaneously
         distributed such units to holders of Allowed General Unsecured Claims.

         Also during 1998, certain Class A Membership Unit holders returned 279
         Class A Membership Units to Edison as such Membership Units had been
         distributed in error. The distribution proceeds relating to these
         returned Membership Units are included in paid in capital and were

                                       7

<PAGE>

EBS PENSION, L.L.C.
Notes to Financial Statements
September 30, 2001 and December 31, 2000
--------------------------------------------------------------------------------



         available for future distributions to holders of Class A Membership
         Units. Since December 31, 1999, Edison has held no Class B Membership
         Units.

         In August 1999, $225,018 of proceeds distributed to Members in February
         1998 were returned as the checks issued did not clear the bank. In June
         2000, $37,039 of proceeds distributed to Members in February 1998 were
         returned as the checks issued did not clear the bank. See Note 3 above
         for further discussion.

5.       Related Parties

         The Manager of the Company is the same financial institution that holds
         the Company's cash and cash equivalents.

6.       Commitments and Contingencies

         On March 9, 1999, Edison filed for protection under Chapter 11 of the
         Bankruptcy Code (the "Petition Date"). Prior to the Petition Date,
         Edison had not yet released the Pension Plan Tax Reserve to the
         Company. Therefore, Edison's Charter 11 filing may have a materially
         adverse impact on the collectibility of the Pension Plan Tax Reserve
         discussed in the first paragraph of Note 4 above. The Company has
         continued to pursue the receipt of these proceeds, however no judgement
         as to the amount, if any, to be received has been made at this time.

         On April 23, 1999, the Company filed a complaint (the "Complaint")
         against Edison seeking a declaration that Edison is holding the Pension
         Plan Tax Reserve in constructive trust for the Company and it is not
         part of Edison's bankruptcy. On June 16, 1999, the Company filed a
         motion for summary judgment with respect to the Complaint. Edison filed
         a cross motion for summary judgement on July 30, 1999. A hearing (the
         "Hearing") on the Company's summary judgment motion was held on
         December 7, 1999 in the United States Bankruptcy Court for the District
         of Delaware (the "Bankruptcy Court"). At the Hearing, the Bankruptcy
         judge denied both summary judgement motions citing the existence of
         genuine issues of material fact, but, in so holding, determined that
         Edison was holding the Pension Plan Tax Reserve in constructive trust
         for the Company. After the Hearing, the Company and Edison made several
         attempts to resolve this matter without the need for trial, but were
         unsuccessful in these efforts. Both Edison and the Company have
         submitted pleadings in support of entry of judgment in favor of their
         respective positions.

         On or about April 28, 2000, the Debtors filed a Motion for an Order
         Directing the Appointment of a Chapter 11 Trustee Pursuant to Section
         1104 of the Bankruptcy Code. The Bankruptcy Court conducted a hearing
         on this motion on May 16, 2000 and then entered an Order approving it
         shortly thereafter. On May 30, 2000, the United States trustee for the
         District of Delaware applied for an order appointing a Chapter 11
         Trustee in the Debtors' Chapter 11 cases. Bankruptcy Court granted the
         application on the same day. Thereafter, on June 16, 2000, the Chapter
         11 Trustee filed a Motion to Convert Case to Chapter 7 Pursuant to
         Sections 1112(a) and (b) of the Bankruptcy Code, which motion was
         approved by order of the Bankruptcy Court dated July 5, 2000.

         On October 17, 2000, the Debtors and the Company stipulated to a
         schedule pursuant to which they would each submit to the Bankruptcy
         Court a motion for entry of judgment with respect to the Complaint (the
         "Scheduling Stipulation"). The Scheduling Stipulation also provided
         that each party would be permitted to submit an answer brief and a
         subsequent reply brief. Further, under the Scheduling Stipulation, the
         parties waived their right to request an oral argument on

                                        8

<PAGE>

EBS PENSION, L.L.C.
Notes to Financial Statements
September 30, 2001 and December 31, 2000
--------------------------------------------------------------------------------



         their respective motions for judgment. The parties filed and served the
         appropriate pleadings in accordance with the Scheduling Stipulation.

         On October 11, 2001, the Bankruptcy Court entered on order denying the
         Company's request for entry of judgment in its favor and granted the
         Debtors' motion for final judgment. The Company has appealed this
         ruling.


                                        9

<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS


         The following is a discussion and analysis of the financial condition
and results of operations of the Company as of and for the years ended December
31, 2000, 1999 and 1998 and as of and for the periods ended December 31, 1997,
January 1, 2001 through September 30, 2001 (unaudited) and January 1, 2000
through September 30, 2000 (unaudited), and of certain factors that may affect
the Company's prospective financial condition and results of operations. The
following should be read in conjunction with the Company's Financial Statements
and Notes thereto included elsewhere herein and included in the Company's Annual
Report and Form 10-K for the year ended December 31, 2000. This discussion
contains certain forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from the
results expressed in, or implied by, such statements.

Results of Operations/Overview

         The Company, which was formed pursuant to the Amended Joint Plan of
Reorganization Under Chapter 11 of the U.S. Bankruptcy Code filed by the Debtors
(the "Plan") and the Members Agreement, is a limited purpose entity which was
organized for the exclusive purposes of (a) receiving and administering the
Company Assets, and (b) distributing the Company Assets to holders of the
Company's Class A Membership Units pursuant to the terms of the Members
Agreement.

         On January 23, 1998, the Company received from Edison, Pension Plan
Proceeds totaling approximately $44.0 million. The Company recognizes income
from interest earned on its funds. The Company invests such funds in a money
market fund investing solely in direct obligations of the United States
Government. The Members Agreement permits all funds received by the Company to
be temporarily invested in United States treasury bills and notes with
maturities of 12 months or less, institutional money market funds and demand or
time deposits and certificates of deposit with U.S. federal or state commercial
banks having primary capital of not less than $500 million. During the years
ended December 31, 2000, 1999 and 1998, the Company recognized $103,917, $80,314
and $321,488 of interest income, respectively. During the period ended December
31, 1997, the Company did not recognize any interest income because it did not
receive the Pension Plan Proceeds until January 1998. During the nine month
periods ended September 30, 2001 and 2000, the Company recognized $15,014 and
$27,409 of interest income, respectively. The amount of interest income
recognized by the Company in future periods will be dependent on, among other
things, (1) fluctuations in interest rates, (2) the amounts and timing of any
amounts received in the future from the Pension Plan Tax Reserve, (3) the amount
and timing of distributions, if any, to holders of Class A Membership Units, and
(4) the amount and timing of the Company's expenses.

         The Company's general and administrative expenses consist primarily of
fees payable to the Manager, the Transfer Agent, and the Company's lawyers,
accountants, and auditors. The Company had expenses of $212,141, $219,450,
$256,064 and $51,910 for the years ended December 31, 2000, 1999 and 1998 and
for the period ended December 31, 1997, respectively. During the nine month
periods ended September 30, 2001 and 2000, the Company had expenses of $95,948
and $127,792, respectively. These expenses are expected to fluctuate in future
periods primarily based on the volume of any future disbursements on account of
Class A Membership Units and any actions the Company takes in attempting to
collect the Pension Plan Tax Reserve from Edison.

         The Company and EBS Litigation, L.L.C. (another limited liability
company formed pursuant to the Plan) have agreed to indemnify the Debtors and
their present or former officers, directors and employees from and against any
losses, claims, damages or liabilities by reason of any actions arising from or
relating to the Company and any actions taken or proceeding commenced by EBS
Litigation, L.L.C. (other than with respect to any Unresolved Avoidance Claims
(as defined in the Plan) that EBS Litigation, L.L.C. may have against such
persons other than in their capacities as officers, directors or employees of
the Debtors. Pursuant to the Plan, the Company established the Indemnification
Reserve ($1.5 million) from the Pension Plan Proceeds for the benefit of these
indemnified persons, to pay their costs and expenses incurred in defending the
LLC Related Claims (as defined in the Plan). Payment of such cost and expenses
must first be sought from any applicable officers' and directors' insurance
policy and then from the Indemnification Reserve. The Company's indemnification
liability is limited to the amount of the Indemnification Reserve, i.e. an
aggregate of $1.5 million. Although to date there has not been any
indemnification claim, there can be no assurance such a claim will not be made
in the future. All liabilities of the Company, including the foregoing
indemnification obligations, will be satisfied from the Company Assets.

                                       10

<PAGE>

         At December 31, 2000 and 1999, the Company had cash and cash
equivalents of approximately $1.9 million. At December 31, 1998, the Company had
cash and cash equivalents of approximately $1.8 million, after approximately
$42.3 million was distributed to holders of Class A Membership Units in 1998. At
December 31, 1997, the Company had no cash or cash equivalents. At September 30,
2001, the Company had cash and cash equivalents of approximately $1.9 million,
including the unclaimed funds discussed in Note 3 to the financial statements.
When determining the amount and timing of distributions, the Manager considered,
among other things, (1) the terms of the Members Agreement governing
distributions, and (2) the anticipated amount of necessary reserves and future
administrative expenses. The amount and timing of any future distributions of
Pension Plan Proceeds will be determined by the Manager in accordance with the
terms of the Members Agreement. There can be no assurance as to the amount (if
any) of any further distributions that will be made.

         In September 2000, the Company filed a motion with the United States
Bankruptcy Court, District of Delaware to reopen the bankruptcy case of Edison
Brothers Stores, Inc. for the limited purpose of extending the term of the
Company. Section 1.4 of the Company's Members Agreement limits the Company's
existence to three years subject to extension(s) approved by the Bankruptcy
Court for good cause shown. Therefore, the Company's existence was set to expire
on September 26, 2000 unless extended by the Bankruptcy Court. In its motion,
the Company argued that the Company's members would be best served by permitting
the Company to remain a going concern. The Bankruptcy Court granted the
Company's motion to extend the existence of the Company for an additional
two-year term.

         On October 17, 2000, the Debtors and the Company stipulated to a
schedule pursuant to which they would each submit to the Bankruptcy Court a
motion for entry of judgment with respect to the Complaint (the "Scheduling
Stipulation"). The Scheduling Stipulation also provided that each party would be
permitted to submit an answer brief and a subsequent reply brief. Further, under
the Scheduling Stipulation, the parties waived their right to request an oral
argument on their respective motions for judgment. The parties filed and served
the appropriate pleadings in accordance with the Scheduling Stipulation.

         On October 11, 2001, the Bankruptcy Court entered on order denying the
Company's request for entry of judgment in its favor and granted the Debtors'
motion for final judgment. The Company has appealed this ruling.

         As of December 31, 2000, the balance in the Company's operating account
was $145,277. Following satisfaction of administrative expenses, any funds
remaining on deposit will be made available for distribution to holders of Class
A Membership Units in the Company. In addition, any remaining balance of the
$1.5 million Indemnification Reserve, if any, ultimately would be available for
such distribution.

         The Company is classified as a partnership for federal income tax
purposes and, therefore, does not pay any taxes. Instead, the Members pay taxes
on their proportionate share of the Company's income.

Quarterly Comparison

Three Months ended September 30, 2001 Compared to the Three Months Ended
September 30, 2000

         Total income for the three months ended September 30, 2001 was $15,014
compared to $27,409 for the three months ended September 30, 2000. This decrease
is due to a reduction of interest income from cash and cash equivalents.

         Total expenses decreased $17,290 due primarily to a decrease in general
and administrative fees for the three months ended September 30, 2001 compared
to the three month period ended September 30, 2000. This decrease is primarily
due to a decrease in legal and accounting fees.

                                       11

<PAGE>

                           PART II. OTHER INFORMATION


Item 1. Legal Proceedings.

Other than the matters discussed in Part I, Item 2 of this Quarterly Report, the
Company is not involved in any legal proceedings.

Item 6. Exhibits and Reports on Form 8-K.

        (A)    Exhibits       Description

               2.1*           Amended Joint Plan of Reorganization of Edison
                              Brothers Stores, Inc.

               3.1*           EBS Pension, L.L.C. Certificate of Formation

               3.2*           EBS Pension, L.L.C. Membership Agreement

*       Incorporated by reference to the same numbered exhibit filed with the
        Registrant's Registration Statement on Form 10 originally filed with
        the SEC on July 29, 1998 (SEC File No. 000-24713).

        (B)    Reports on Form 8-K None.

                                       12

<PAGE>

                                   Signatures

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                          EBS PENSION, L.L.C.

                          By:   WELLS FARGO BANK MINNESOTA, N.A.,
                                in its capacity as Manager of EBS Pension, L.L.C


Date:  November 12, 2001  By: /s/ LON P. LECLAIR
                              --------------------------------------------------
                              Lon P. LeClair
                              Vice President

                                       13